LEASE TERMINATION AGREEMENT
THIS LEASE TERMINATION AGREEMENT ("Agreement"), is made as
of 9-15-99, between STEVENS CREEK ASSOCIATES, a California
general partnership, d/b/a TrizecHahn Plaza of the Americas
Management ("Landlord"), whose address is 000 Xxxxx Xxxxx
Xxxxxx, Xxxxxx, Xxxxx 00000 and AMRESCO, Inc. a Delaware
corporation ("Tenant"), whose address is 000 Xxxxx Xxxxx
Xxxxxx, Xxxxx 0000, Xxxxxx, Xxxxx 00000
RECITALS
This Agreement is based upon the following recitals:
A. K-P Plaza Limited Partnership, a Texas limited
partnership ("K-P Plaza"), and Tenant entered into an Office
Lease Agreement dated February 9, 1996, ("Lease"), for
premises consisting of approximately 125,279 rentable square
feet on the 17th, 22th, 23rd, 24th, and 25th floors and a
part of the 16th floor of the building located at 000 Xxxxx
Xxxxx Xxxxxx (the "North Tower") within the development
commonly known as the Plaza of the Americas ("Building"),
Dallas, Texas and commonly, collectively referred to as
Suite 2400 ("Premises").
B. K-P Plaza and Tenant amended the Lease by First
Amendment to the Office Lease dated July 17, 1996, Second
Amendment to Lease Agreement dated May 27, 1997, and a Third
Amendment to Lease Agreement dated September 22, 1997.
C. KAB Plaza Partners, L.P., a Texas limited partnership
("KAB Plaza") successor-in-interest to K-P Plaza and Tenant
further amended the Lease by a Lease Expansion and Fourth
Amendment to Lease Agreement dated January 6, 1998, a Lease
Expansion and Fifth Amendment to Lease Agreement to Lease
Agreement dated March 25, 1998, and a Lease Expansion and
Sixth Amendment to Lease Agreement dated July 6, 1998.
D. Landlord and Tenant further amended the Lease by
Seventh Amendment of Office Lease dated June 7, 1999 ("Lease
and Amendments collectively, "Lease as Amended").
E. Landlord is the successor in interest to KAB Plaza
under the Lease as amended.
F. Landlord and Tenant desire to terminate the Lease
insofar as it affects that portion of the Premises described
in the aforesaid Seventh Amendment.
THEREFORE, for sufficient consideration received and
acknowledged by each party, Landlord and Tenant agree
to terminate the Lease on the following conditions:
1. The recitals are fully incorporated by reference.
2. TERMINATION DATE. The Lease shall terminate as of
midnight on August 31, 1999 ("Termination Date").
3. CONTINUING LEASE OBLIGATIONS. Landlord's consent to
terminate the Lease shall not relieve Tenant of any monetary
or non-monetary obligations arising under the Lease prior to
the Termination Date. Except as may be modified below, from
the date of this Agreement through the Termination Date
Tenant shall continue to make all payments due to Landlord
under the Lease, and shall be Liable for accrued monetary
obligations which may be unbilled as of the Termination
Date.
4. RENTS AND OTHER CHARGES DUE LANDLORD. Landlord and
Tenant agree that $4,607.50 represents "Total Monies Due"
Landlord by Tenant under the Lease through the Termination
Date. Tenant shall pay Total Monies Due to Landlord
simultaneously with Tenant's execution of this Agreement.
Landlord and Tenant acknowledge that the estimated payments
for Tax and Operating Expenses made by Tenant to Landlord
through the Termination Date shall be deemed fully paid, in
final amounts, and no further accounting or adjustments
shall be made.
5. VACATING PREMISES. Tenant agrees to fully and finally
vacate and surrender the Premises to Landlord on the
Termination Date broom clean and in good repair and
tenantable condition, ordinary wear and tear excepted, and
otherwise in accordance with Section 21 of the Lease as
amended. After the Termination Date, Tenant grants Landlord
the unconditional right to enter and repossess the Premises,
without notice to Tenant, to remove any and all personal
property from the Premises and store same; to disconnect
utilities and telecommunications devices, to change locks,
prohibit access and otherwise prohibit Tenant from the
Premises.
6. PERSONAL PROPERTY. After the Termination Date, Landlord
may remove any personal property remaining in the Premises,
and Landlord shall not be responsible in any way for such
personal property, or for any damage including any loss or
damage arising out of Landlord's intentional acts or
negligence. If any personal property is stored in the
Building or elsewhere after the Termination Date, Tenant
shall be liable for and shall indemnify Landlord for all
claims for damages that may result directly or indirectly
from any re-entry, taking possession, removal or storage.
Tenant shall pay to Landlord or at Landlord's option, (to
anyone with whom said personal property may be stored)
reasonable storage charges fixed by Landlord; and Landlord
shall have a lien on said property and the right to enforce
the lien by the sale of such property as deemed commercially
reasonable under the circumstances.
7. HOLDOVER STATUS. Regardless of any contrary
provision in the Lease, if Tenant has not vacated the
Premises on or before the Termination Date, Tenant shall
become a Tenant at sufferance, on a daily basis, and shall
be liable to Landlord for double the base rental rate due
under the Lease plus all other rents and charges due,
calculated on a daily basis.
8. TRANSFER OF INTEREST. Each party represents that it has
not assigned, subleased, transferred, conveyed, or otherwise
disposed of (A) the Lease or any interest in the Lease, or
(B) any claim, demand, obligation, liability, action, or
cause of action arising from the Lease.
9. RELEASE. (A) Landlord and Tenant shall be
unconditionally and mutually released from any and all
further obligations under the Lease as of the Termination
Date, provided, however, that as to Tenant said release
shall become effective only after all accounts have been
fully and finally settled as of the Termination Date, and
all other obligations under the Lease and this Agreement
have been satisfied as of the Termination Date. If tenant
has failed to fully and finally settle all accounts as
required, this Agreement shall be null and void.
(B) Provided Tenant has fully and finally settled
all accounts due Landlord as of the Termination Date,
has finally satisfied all obligations accruing under the
Lease as amended as of the Termination Date (including
any claims that would be covered by Tenant's insurance) and
further provided that Tenant has fully vacated the Premises
as of the Termination Date, this Agreement shall fully
and finally settle all demands, charges, claims, accounts,
and causes of action of any nature, including, without
limitation, both known and unknown claims and causes of
action arising out of or in connection with the Lease.
10. CONFLICTING PROVISIONS. To the extent of this Agreement
conflicts with the Lease, then the provisions of the
Agreement shall govern.
11. PERSONS BOUND. This agreement shall bind and benefit
Landlord and Tenant, and their representatives, successors,
and assigns and heris.
AFFIRMING THE ABOVE, the parties have executed this
LEASE TERMINATION AGREEMENT as of the date first
stated.
LANDLORD:
XXXXXXX CREED ASSOCIATES
BY: TrizecHahn Centers Inc.
General Partner
By: //Xxxxxx X. Xxxxx
Xxxxxx X. Xxxxx
Senior Vice President
By: //Xxxxxx X. Xxxxxx
Xxxxxx X. Xxxxxx
Assistant Secretary
TENANT:
AMRESCO, INC., a Delaware corporation
By: //Xxxxx Xxxx
Xxxxx Xxxx
Its: VP Facilities
